Populations of rhizosphere microflora of plants which have demonstrated an antagonism toward phytopathogenic nematodes, including velvet bean (Mucuna deeringiana), castor bean (Ricinus communis), sword bean (Cannavalia ensiformis), and Abruzzi rye (Secale cereale)., were compared to the rhizosphere microflora of soybean. Population densities of total bacteria were significantly lower for young Abruzzi rye, mature velvet bean, and mature castor bean, and fungi from mature velvet bean than for soybean. Population densities of spore-forming bacilli were significantly higher for Abruzzi rye than for soybean. Population densities of coryneform bacteria for mature sword bean and velvet bean were significantly higher than for soybean. All seedling test poants supported significantly higher population densities of chitinolytic fungi than soybean. On mature plants, chitinolytic bacteria were significantly higher on all test plants except velvet bean. Populations of endophytic root bacteria for three of the four test plants were significantly higher than for soybean. Fifty randomly, selected bacterial strains from seedlings and mature plants of soybean and each test plant were characterized for various physiological traits associated with rhizosphere competence, including chitinolytic activity, gelatin hydrolysis, production of hydrogen cyanide, starch hydrolysis, phenol oxidation, siderophore production, and production of antifungal compounds (inhibition ofPythium ultimum and/orRhizoctonia solani). There was a strong trend to increased frequency in each of the physiological tests with bacteria from test plants in comparison to those from soybean. The frequency of starch hydrolysis was up to 24 times greater for strains from test plants than for soybean strains, and siderophore production was up to 22 times more frequent for test plants. These results demonstrate that, compared to soybean, plants with properties antagonistic to phytopathogenic nematodes have a distinct rhizosphere microflora.